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<br />Grand Theater
<br />21 March 2008
<br />consultants, suppliers and fabricators, thereby providing for mediation as a first step
<br />toward claim or dispute resolution between all parties. Provided, however, nothing
<br />herein shall be interpreted or construed as an absolute bar to filing a lawsuit, in the even
<br />mediation is unsuccessful.
<br />Indemnification:
<br />The Firm expressly agrees to defend, indemnify and hold the City of Paris, Texas and
<br />its officers, agents and employees harmless from and against all damages, injuries
<br />(including death), claims, property damages (including loss of use), losses, demands,
<br />penalties, suits, judgments and costs, including attorney's fees and expenses, in any
<br />way arising out of, related to, or resulting from the Firm's performance of the services
<br />under this Agreement and/or caused by the negligence, errors, omissions or intentional
<br />wrongful acts of the Firm or the Firm's owners, officers, employees or agents.
<br />Insurance:
<br />Prior to the issuance of the Notice to Proceed, the Firm shall present the City of
<br />Paris with a properly executed and valid Certificate of Insurance which shows that the
<br />Firm has obtained no less than $1,000,000.00 of Commercial General Liability
<br />Coverage and Automobile Liability insurance and $1,000,000.00 of Professional Liability
<br />Insurance protecting the City of Paris, its officers, officials and employees against any
<br />errors, omissions, negligence or wrongful acts committed by the Firm, its owners,
<br />officers and/or employees in their performance of the Services called for in this
<br />Agreement.
<br />Certifications, Guarantees or Warranties:
<br />The Firm shall not be required to execute any documents subsequent to the signing of
<br />this Agreement that in any way might, in the sole judgment of the Firm, increase their
<br />contractual or legal obligations or risks, or the availability or cost of their professional or
<br />general liability insurance, or to certify, guarantee or warrant the existence of conditions
<br />whose existence the Firm cannot ascertain.
<br />Limitation of Liability:
<br />In recognition of the relative risks, rewards and benefits of the project to both the Client
<br />and the Firm, the risks have been allocated such that the Client agrees that, to the
<br />fullest extent permitted by law, the Firm's total liability to the Client for any and all
<br />injuries, claims, losses, expenses, damages or claim expenses arising out of this
<br />agreement from any cause or causes, shall not exceed the fee collected. Such causes
<br />include, but are not limited to, the Firm's negligence, errors, omissions, strict liability,
<br />breach of contract or breach of warranty.
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